**Warner Bros Discovery Urges Shareholders to Reject Paramount’s Hostile Bid**
Warner Bros Discovery (WBD) has called on its shareholders to reject an amended hostile takeover bid from Paramount Skydance, while reaffirming its unanimous support for a competing offer from Netflix. In a letter addressed to investors, WBD expressed concerns over Paramount’s updated $108.4 billion all-cash proposal, highlighting the significant debt financing involved, which poses risks to the deal’s completion.
Paramount’s bid is characterized as hostile, as it was directed at WBD’s shareholders without the board’s endorsement. WBD has already backed Netflix’s $72 billion cash and stock offer made in early December, which the board believes is a more favorable option. The letter reiterated this support and dismissed Paramount’s claims of having a “superior” offer.
The Netflix proposal includes WBD’s television and film studios, along with their extensive back catalogs, such as the Harry Potter and Game of Thrones franchises, as well as the HBO Max streaming service. Paramount has sought to persuade WBD investors, but uncertainties remain regarding whether Netflix’s dominance in the streaming market could hinder the acquisition due to potential regulatory scrutiny.
David Ellison, chairman and CEO of Paramount, stated that their public offer, which mirrors the terms previously presented to WBD’s board in private, offers superior value and a more certain and expedited path to completion. He criticized the WBD board for pursuing what he termed an inferior proposal, which combines cash and stock and presents an uncertain future for the Global Networks linear cable business, along with a challenging regulatory approval process. Ellison urged shareholders to “maximize” their investment value.
Currently, WBD shares are trading around $28 each, while Netflix’s cash and stock deal is valued at $27.75 per share. In contrast, Paramount’s offer stands at $30 per share. Despite the higher headline value of Paramount’s bid, financial analysts have indicated that Netflix’s offer presents a clearer financing structure and fewer execution risks compared to Paramount’s bid for the entire company, including its cable television operations.
**FAQ**
**Q: What is the main concern regarding Paramount’s bid for Warner Bros Discovery?**
A: The primary concern is the significant amount of debt financing involved in Paramount’s $108.4 billion offer, which poses risks to the deal’s completion and could affect shareholder value.

